SPENCER TRASK PRIVATE EQUITY FUND II, LP WARRANT AGREEMENT This WARRANT AGREEMENT (this "Agreement") dated as of May 27, 2005 is made by and between Vyteris Holdings (Nevada), Inc., a Nevada corporation ("Vyteris," the "Grantor" or the "Company") and...Warrant Agreement • August 19th, 2005 • Vyteris Holdings (Nevada), Inc. • Surgical & medical instruments & apparatus • New Jersey
WITNESSETH:Security Agreement • August 19th, 2005 • Vyteris Holdings (Nevada), Inc. • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of August 19, 2005, by and between VYTERIS HOLDINGS (NEVADA), INC., a Nevada corporation (the "Company"), and each of the entities whose names appear on the...Securities Purchase Agreement • August 19th, 2005 • Vyteris Holdings (Nevada), Inc. • Surgical & medical instruments & apparatus • New York
STSG] SUBSCRIPTION AGREEMENT To: Vyteris Holdings (Nevada), Inc. Ladies and Gentlemen: 1. Subscription. The undersigned (the "LENDER"), intending to be legally bound, hereby irrevocably agrees to make a loan of $750,000 in aggregate principal amount...Subscription Agreement • August 19th, 2005 • Vyteris Holdings (Nevada), Inc. • Surgical & medical instruments & apparatus • New York
STSG] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
PRIVATE EQUITY FUND II] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 19, 2005, is by and between VYTERIS HOLDINGS (NEVADA), INC., a Nevada corporation (the "Company"), and each of the entities whose names appear on...Registration Rights Agreement • August 19th, 2005 • Vyteris Holdings (Nevada), Inc. • Surgical & medical instruments & apparatus • New York
STSG] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
July 28, 2005 Vyteris Holdings (Nevada), Inc. 13-01 Pollitt Drive Fair Lawn, NJ 07410 Re: $1 MILLION FINANCING Gentlemen: Reference is made to that certain proposed term sheet between Vyteris Holdings (Nevada), Inc. (the "Company") and Satellite Asset...Vyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus
WARRANTVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus
SPENCER TRASK PRIVATE EQUITY FUND I, LP] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
SPENCER TRASK PRIVATE ACCREDITED EQUITY FUND III, LLC] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
ILLUMINATION FUND] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
SPENCER TRASK PRIVATE EQUITY FUND II, LP] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
SPENCER TRASK ILLUMINATION FUND LLC] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
STSG] 11.5% SENIOR SECURED NOTEVyteris Holdings (Nevada), Inc. • August 19th, 2005 • Surgical & medical instruments & apparatus • New Jersey
SUBSIDIARY GUARANTY This SUBSIDIARY GUARANTY, dated as of August 19, 2005 (this "Guaranty"), is by VYTERIS, INC., a Delaware corporation (the "Guarantor"), for and on behalf of each of the entities whose name appears on Exhibit A hereto. Such entities...Subsidiary Guaranty • August 19th, 2005 • Vyteris Holdings (Nevada), Inc. • Surgical & medical instruments & apparatus • New York
ARTICLE ICash Collateral Agreement • August 19th, 2005 • Vyteris Holdings (Nevada), Inc. • Surgical & medical instruments & apparatus • New York
